As filed with the Securities and Exchange Commission on
September 20, 2004.
Registration No. 333-100481
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________
Post-Effective Amendment No. 1
to
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
______________________________
CenturyTel, Inc.
(Exact name of registrant as specified in its charter)
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Louisiana (State or other jurisdiction of incorporation or organization) |
72-0651161 (I.R.S. Employer Identification No.) |
100 CenturyTel Drive
Monroe, Louisiana 71203
(318) 388-9000
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive
offices)
_________________________________________________
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Stacey W. Goff Senior Vice President, General Counsel and Secretary CenturyTel, Inc. 100 CenturyTel Drive Monroe, Louisiana 71203 (318) 388-9000 (Name, address, including zip code, and telephone number, including area code, of agent for service)
Copy to: Kenneth J. Najder Jones, Walker, Waechter, Poitevent, Carrère & Denègre, L.L.P. 201 St. Charles Avenue, 51st Floor New Orleans, Louisiana 70170-5100 (504) 582-8000 |
This Post-Effective Amendment No. 1 amends the Registration Statement on Form S-3 (Registration No. 333-100481) (the "Registration Statement") on which CenturyTel, Inc. (the "Registrant") registered $165,000,000 of 4.75% Convertible Senior Debentures, Series K, due 2032 (the "Debentures") and shares of Common Stock (collectively with the Debentures, the "Securities") issuable upon conversion of the Debentures, to be offered and sold by certain selling securityholders of the Registrant described in the Registration Statement.
The Registrant desires that the Registration Statement no longer be considered effective with respect to any unsold Securities, and, accordingly, this Post-Effective Amendment is being filed to deregister all unsold Securities.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, CenturyTel, Inc. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Monroe, State of Louisiana, on September 15, 2004.
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CENTURYTEL, INC. |
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By: |
/s/ Glen F. Post, III |
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Glen F. Post, III |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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Signature |
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Date |
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/s/ Glen F. Post, III |
Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer) |
September 15, 2004 |
| Glen F. Post, III | ||
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Executive Vice President and Chief Financial Officer (Principal Financial Officer) |
September 15, 2004 |
| R. Stewart Ewing, Jr. | ||
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Vice President and Controller (Principal Accounting Officer) |
September 15, 2004 |
| Neil A. Sweasy | ||
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Director |
September 15, 2004 |
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Harvey P. Perry |
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Director |
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| Jim D. Reppond | ||
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Director |
September 15, 2004 |
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William R. Boles, Jr. |
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Director |
September 15, 2004 |
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Calvin Czeschin |
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Director |
September 15, 2004 |
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James B. Gardner |
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S-1
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Director |
September 15, 2004 |
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W. Bruce Hanks |
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Director |
September 15, 2004 |
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R. L. Hargrove, Jr. |
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Director |
September 15, 2004 |
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Johnny Hebert |
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Director |
September 15, 2004 |
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C. G. Melville, Jr. |
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Director |
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Joseph R. Zimmel |
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Director |
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Virginia Boulet |
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Director |
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Fred R. Nichols |
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*By: |
/s/ Glen F. Post, III |
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Glen F. Post, III Attorney-in-Fact |
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S-2